Making Sense of ETF Share Class Applications
Introduction
Background
DFA Application Frameworks
Conditions to Relief
One of the most significant issues facing the asset management industry today is whether the U.S. Securities and Exchange Commission (“SEC”) will permit more investment companies to offer classes of mutual fund shares and classes of exchange-traded shares. Numerous asset managers and fund complexes have pending exemptive applications with the SEC to offer exchange-traded funds (“ETFs”) as a share class within a multiple share class structure (“ETF share class”). These applications seek the regulatory relief necessary to provide investors with access to a fund’s investment strategy through either a mutual fund share class or an ETF share class. While one asset manager has utilized this unique multiple share class structure for almost 25 years, the potential for other asset managers to offer funds with this same structure could revolutionize the fund industry in the future.
In a first-of-its-kind report, Stradley Ronon provides an in-depth, data-driven analysis of over 60 ETF share class applications that are currently pending and the prevailing governance framework contemplated by these applications. We hope the report provides the fund industry with a key resource to easily assess and access each ETF share class application and track developments over time.
Stradley Ronon is playing a leading role in the industry efforts to obtain SEC approval for the ETF class structure. Most significantly, Stradley Ronon is handling the application filed by Dimensional Fund Advisors LP, which the SEC staff has identified as the model for these applications.
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Although SEC approval of exemptive relief to permit widespread use of the ETF share class structure would be a dramatic development, the ETF share class structure actually has been in the U.S. market for almost 25 years.
In 2000, the Commission granted an exemptive order to The Vanguard Group, Inc. (“Vanguard”) to permit Vanguard to offer certain index-based open-end management investment companies with mutual fund classes and exchange-traded classes. With this unique structure, one fund could offer both mutual fund shares and exchange-traded shares. Vanguard obtained additional SEC orders in 2003 and 2007 that allowed Vanguard to utilize this approach for more of its index-based funds. As a result, many investors already invest in ETFs through ETF share classes.
Funds with Pending Applications
69 applications are currently pending before the SEC (as of June 12, 2025) and can be accessed through the boxes below (presented alphabetically based on the first applicant listed on each application). Note that some additional applications have been filed, but were later deemed withdrawn by the SEC when the applicants did not respond to SEC staff comments on the applications. Withdrawn applications are not included below.
Toggle the funds alphabetically, and click on individual funds to learn more
Benefits of Structure
The ETF share class structure can offer multiple benefits to funds and fund investors, such as allowing the fund to leverage economies of scale and potentially provide investors with better performance. The structure will also provide investors with the choice of obtaining their desired investment exposure through a mutual fund share class or an ETF share class.
AB Municipal Income Fund, Inc.
AB Municipal Income Fund, Inc.
Initial File Date
5/1/2024
File Number
812-15570
A Report on Pending Requests for SEC Relief
69
Total number of applications pending
BNY Mellon Investment Funds
A - F
G - N
O - Z
A - F
Aristotle Fund Series Trust
AMG Funds
Allspring Funds Trust
AB Municipal Income Fund, Inc.
First Eagle Funds
Fidelity Hastings Street Trust
F/m Investments LLC
DFA Investment Dimensions Group Inc.
Cash Account Trust: Deutsche DWS Funds
BondBloxx ETF Trust
First Trust Series Fund
First Trust Exchange-Traded Fund
G - N
O - Z
Franklin Templeton ETF Trust
NuShares ETF Trust
Northern Funds
Natixis Funds Trust
MORGAN STANLEY INSTITUTIONAL FUND TRUST
Metropolitan West Funds: TCW Funds
Lord, Abbett & Co. LLC
John Hancock Investment Trust
Janus Investment Fund
J.P. Morgan Investment Management Inc.
INVESTMENT MANAGERS SERIES TRUST
Invesco Exchange-Traded Fund Trust
IMPAX FUNDS SERIES TRUST
NuShares ETF Trust
Initial File Date
10/18/2024
File Number
812-15644
Lord, Abbett & Co. LLC
LORD, ABBETT & CO. LLC LORD ABBETT AFFILIATED FUND, INC. LORD ABBETT BOND DEBENTURE FUND, INC. LORD ABBETT DEVELOPING GROWTH FUND, INC. LORD ABBETT MID CAP STOCK FUND, INC. LORD ABBETT MUNICIPAL INCOME FUND, INC. LORD ABBETT RESEARCH FUND, INC. LORD ABBETT GLOBAL FUND, INC. LORD ABBETT SERIES FUND, INC. LORD ABBETT SECURITIES TRUST LORD ABBETT INVESTMENT TRUST LORD ABBETT TRUST I
Initial File Date
12/23/2024
File Number
812-15680
LORD ABBETT BOND DEBENTURE FUND, INC. LORD ABBETT MUNICIPAL INCOME FUND, INC. LORD ABBETT GLOBAL FUND, INC. LORD ABBETT TRUST I LORD ABBETT INVESTMENT TRUST LORD ABBETT SERIES FUND, INC.
Initial File Date
12/23/2024
File Number
812-15681
Janus Investment Trust
INVESTMENT MANAGERS SERIES TRUST
Invesco Exchange-Traded Fund Trust
INVESCO EXCHANGE-TRADED FUND TRUST INVESCO EXCHANGE-TRADED FUND TRUST II INVESCO INDIA EXCHANGE-TRADED FUND TRUST INVESCO ACTIVELY MANAGED EXCHANGE-TRADED FUND TRUST INVESCO ACTIVELY MANAGED EXCHANGE-TRADED COMMODITY FUND TRUST INVESCO EXCHANGE-TRADED SELF-INDEXED FUND TRUST INVESCO CAPITAL MANAGEMENT LLC AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST) AIM EQUITY FUNDS (INVESCO EQUITY FUNDS) AIM FUNDS GROUP (INVESCO FUNDS GROUP) AIM GROWTH SERIES (INVESCO GROWTH SERIES) AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS) AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS) AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS) AIM SECTOR FUNDS (INVESCO SECTOR FUNDS) AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS) AIM TREASURER’S SERIES TRUST (INVESCO TREASURER’S SERIES TRUST) AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) SHORT-TERM INVESTMENTS TRUST INVESCO MANAGEMENT TRUST
Initial File Date
12/16/2024
File Number
812-15672
BNY Mellon Investment Funds
BNY Mellon Investment Funds VII, Inc.
Initial File Date
3/13/2025
File Number
812-15723
AMG Funds
AMG Funds I
AMG Funds II AMG Funds III AMG Funds IV AMG Funds LLC
Initial File Date
7/2/2024
File Number
812-15599
ARISTOTLE FUNDS SERIES TRUST
ARISTOTLE FUNDS SERIES TRUST
Initial File Date
12/13/2024
File Number
812-15671
BlackRock Funds
BlackRock Funds I
BlackRock Funds II BlackRock Funds V BlackRock Funds III
Initial File Date
10/30/2024
File Number
812-15652
BondBloxx ETF Trust
BONDBLOXX ETF TRUST
Initial File Date
12/4/2024
File Number
812-15665
Cash Account Trust: Deutsche DWS Funds
DEUTSCHE DWS ASSET ALLOCATION TRUST DEUTSCHE DWS GLOBAL/INTERNATIONAL FUND, INC DEUTSCHE DWS INCOME TRUST DEUTSCHE DWS INSTITUTIONAL FUNDS DEUTSCHE DWS INTERNATIONAL FUND, INC. DEUTSCHE DWS INVESTMENT TRUST DEUTSCHE DWS INVESTMENTS VIT FUNDS DEUTSCHE DWS MARKET TRUST DEUTSCHE DWS MONEY FUNDS DEUTSCHE DWS MONEY MARKET TRUST DEUTSCHE DWS MUNICIPAL TRUST DEUTSCHE DWS PORTFOLIO TRUST DEUTSCHE DWS SECURITIES TRUST DEUTSCHE DWS STATE TAX-FREE INCOME SERIES DEUTSCHE DWS TAX FREE TRUST DEUTSCHE DWS VARIABLE SERIES I DEUTSCHE DWS VARIABLE SERIES II INVESTORS CASH TRUST DBX ETF TRUST
Initial File Date
12/20/2024
File Number
812-15679
DFA Investment Dimensions Group Inc.
DFA Investment Dimensions Group Inc. Dimensional Investment Group Inc. Dimensional Fund Advisors LP
Initial File Date
7/12/2023
File Number
812-15484
F/m Investments LLC
RBB FUND, INC.
Initial File Date
8/22/2023
File Number
812-15501
Fidelity Hastings Street Trust
Fidelity Management & Research Co LLC
Initial File Date
10/24/2023
File Number
812-15517
First Eagle Funds
FIRST EAGLE FUNDS
Initial File Date
12/31/2024
File Number
812-15683
Franklin Templeton ETF Trust
Legg Mason Partners Investment Trust Franklin Advisors Inc. Franklin Advisory Services LLC Franklin Templeton Investment Management Ltd Franklin Templeton Fund Adviser, LLC
Initial File Date
6/13/2024
File Number
812-15588
GMO Trust
GMO Trust
Initial File Date
5/23/2024
File Number
812-15577
Impax Funds Series Trust
IMPAX FUNDS SERIES TRUST I
IMPAX FUNDS SERIES TRUST III
Initial File Date
09/20/2024
File Number
812-15631
INVESTMENT MANAGERS SERIES TRUST
Initial File Date
1/15/2025
File Number
812-15691
J.P. Morgan Investment Management Inc.
JPMorgan Trust I
JPMorgan Trust II
JPMorgan Trust IV J.P. Morgan Exchange-Traded Fund Trust
Initial File Date
11/25/2024
File Number
812-15663
Initial File Date
11/25/2024
File Number
812-15662
JPMorgan Trust I JPMorgan Trust II JPMorgan Trust IV J.P. Morgan Exchange-Traded Fund Trust J.P. Morgan Fleming Mutual Fund Group, Inc. J.P. Morgan Mutual Fund Investment Trust Undiscovered Managers Fund
JANUS INVESTMENT FUND
Initial File Date
7/31/2024
File Number
812-15607
John Hancock Investment Trust
JOHN HANCOCK INVESTMENT TRUST
Initial File Date
9/26/2024
File Number
812-15637
Metropolitan West Funds: TCW Funds
TCW FUNDS, INC. TCW ETF TRUST TCW Investment Management Co LLC Metropolitan West Asset Management, LLC
Initial File Date
3/20/2024
File Number
812-15556
MORGAN STANLEY INSTITUTIONAL FUND TRUST
MORGAN STANLEY INSTITUTIONAL FUND TRUST
Initial File Date
1/29/2024
File Number
812-15542
Natixis Funds Trust
NATIXIS FUNDS TRUST I NATIXIS FUNDS TRUST II NATIXIS FUNDS TRUST IV GATEWAY TRUST LOOMIS SAYLES FUNDS I LOOMIS SAYLES FUNDS II NATIXIS ETF TRUST NATIXIS ETF TRUST II
Initial File Date
9/12/2024
File Number
812-15627
Northern Funds
NORTHERN FUNDS
Initial File Date
5/14/2024
File Number
812-15573
Nuveen Fund Advisors, LLC Nuveen Municipal Trust Nuveen Multistate Trust I Nuveen Multistate Trust II Nuveen Multistate Trust III Nuveen Multistate Trust IV Nuveen Investment Trust Nuveen Investment Trust II Nuveen Investment Trust III Nuveen Investment Trust V Nuveen Investment Funds, Inc. Nuveen Asset Management, LLC
Virtus Alternative Solutions Trust
Touchstone Funds Group Trust
Tidal ETF Trust
Thrivent Mutual Funds
Thornburg Investment Trust
SPDR Series Trust
Shelton Funds
SEI Investments Global Funds Services
Segall Bryant & Hamill Trust
Schwab Strategic Trust
Principal Funds, Inc.
PIMCO Funds
PGIM Investments LLC
PFS Funds
Palmer Square Funds Trust
Virtus Alternative Solutions Trust
VIRTUS ASSET TRUST VIRTUS EQUITY TRUST Virtus Investment Advises, Inc. Virtus Fund Advisers, LLC Virtus Alternative Invetments Advisers, Inc. VIRTUS EVENT OPPORTUNITES TRUST VIRTUS INVESTMENT TRUST VIRTUS OPPORTUNITIES TRUST VIRTUS STRATEGY TRUST VIRTUS VARIABLE INSURANCE TRUST THE MERGER FUND® THE MERGER FUND®VL
Initial File Date
8/28/2024
File Number
812-15619
Touchstone Funds Group Trust
TOUCHSTONE STRATEGIC TRUST TOUCHSTONE VARIABLE SERIES TRUST Touchstone Advisors Inc.
Initial File Date
5/31/2024
File Number
812-15582
Tidal ETF Trust
TIDAL ETF TRUST
Initial File Date
10/16/2024
File Number
812-15643
Thrivent Mutual Funds
THRIVENT ETF TRUST Thrivent Asset Management, LLC
Initial File Date
8/28/2024
File Number
812-15621
Thornburg Investment Trust
THORNBURG ETF TRUST
Initial File Date
1/8/2025
File Number
812-15688
SPDR Series Trust
SPDR INDEX SHARES FUNDS
Initial File Date
11/1/2024
File Number
812-15653
Shelton Funds
SCM TRUST
Initial File Date
9/11/2024
File Number
812-15626
SEI Investments Global Funds Services
SEI INVESTMENTS GLOBAL FUNDS SERVICES
Initial File Date
12/12/2024
File Number
812-15669
Schwab Strategic Trust
The Charles Schwab Family of Funds Schwab Annuity Portfolios Schwab Capital Trust Schwab Investments Laudus Trust
Initial File Date
6/17/2024
File Number
812-15589
Principal Funds, Inc.
PRINCIPAL FUNDS, INC.
Initial File Date
6/20/2024
File Number
812-15592
T. Rowe Price Index Trust, Inc. T. Rowe Price Integrated Equity Funds, Inc. T. Rowe Price Exchange-Traded Funds, Inc.
Initial File Date
8/14/2024
File Number
812-15613
PGIM Investments LLC
The Prudential Investment Portfolios, Inc. Prudential Investment Portfolios 2 Prudential Investment Portfolios 3 Prudential Investment Portfolios 4 Prudential Investment Portfolios 5 Prudential Investment Portfolios 6 Prudential Investment Portfolios 7 Prudential Investment Portfolios 8 Prudential Investment Portfolios 9 Prudential Investment Portfolios, Inc. 10 Prudential Investment Portfolios 12 Prudential Government Money Market Fund, Inc. Prudential Investment Portfolios, Inc. 14 Prudential Investment Portfolios, Inc. 15 Prudential Investment Portfolios 16 Prudential Investment Portfolios, Inc. 17 Prudential Investment Portfolios 18 Prudential Global Total Return Fund, Inc. Prudential Jennison Blend Fund, Inc. Prudential Jennison Mid-Cap Growth Fund, Inc. Prudential Jennison Natural Resources Fund, Inc. Prudential Jennison Small Company Fund, Inc. Prudential National Muni Fund, Inc. Prudential Sector Funds, Inc. Prudential Short-Term Corporate Bond Fund, Inc. Prudential World Fund, Inc. The Target Portfolio Trust
Initial File Date
4/19/2024
File Number
812-15567
PFS Funds
PFS FUNDS
Initial File Date
9/24/2024
File Number
812-15636
Palmer Square Funds Trust
Palmer Square Funds Trust
Initial File Date
12/19/2024
File Number
812-15677
T. Rowe Price Associates, Inc.
Segall Bryant & Hamill Trust
SEGALL BRYANT & HAMILL TRUST
Initial File Date
10/7/2024
File Number
812-15641
We’re looking to realize the economies of scale that multiple share classes could bring for both mutual fund and new ETF shareholders.”
Gerard K. O’Reilly, Co-Chief Executive Officer and Co-Chief Investment Officer, Dimensional Fund Advisors LP
Background on the ETF Share Class Structure
69 Applications Pending
Asset managers and fund complexes have filed over 60 applications, which primarily contemplate compliance with rule 6c-11 (known as the “ETF Rule”) under the Investment Company Act of 1940 (“1940 Act”), compliance with rule 18f-3 under the 1940 Act (which governs the operations of multiple share class investment companies), and appropriate disclosures.
Implementation
However, when the SEC adopted the ETF Rule in 2019, the SEC determined not to provide the necessary exemptive relief to allow for ETF share classes as part of the rule. The SEC noted that an ETF class would typically sell and redeem shares on an in-kind basis, while a mutual fund class transacts with shareholders on a cash basis. The SEC explained that these different types of transactions could give rise to differing costs, but with the multi-class structure, all fund shareholders generally bear these costs.
The SEC therefore concluded that share class ETFs should request relief through the exemptive applications process so that the SEC could assess all relevant policy considerations in the context of the facts and circumstances of particular applicants. And thus the stage was set for the current industry effort to obtain ETF share class relief through exemptive applications filed with the SEC. These applications generally seek to address the concerns previously expressed by the SEC when it adopted the ETF rule.
March 31, 2025
Dimensional Fund Advisors LP files an 2nd amended application
However, when the SEC adopted the ETF Rule in 2019, the SEC determined not to provide the necessary exemptive relief to allow for ETF share classes as part of the rule.
Instead, the SEC concluded that share class ETFs should request relief through the exemptive applications process so that the SEC could assess all relevant policy considerations in the context of the facts and circumstances of particular applicants. And thus, the stage was set for the current industry effort to obtain ETF share class relief through exemptive applications filed with the SEC.
Guinness Atkinson Funds
GMO Trust
Hotchkis and Wiley Funds
Hotchkis and Wiley Funds
Initial File Date
1/7/2025
File Number
812-15686
HARTFORD MUTUAL FUNDS, INC
HARTFORD MUTUAL FUNDS, INC THE HARTFORD MUTUAL FUNDS II, INC HARTFORD FUNDS EXCHANGE-TRADED TRUST LATTICE STRATEGIES TRUST
Initial File Date
9/24/2024
File Number
812-15635
Allspring Funds Trust
Allspring Funds Trust
Initial File Date
6/20/2024
File Number
812-15591
First Trust Exchange-Traded Fund
First Trust Exchange-Traded Fund First Trust Exchange-Traded Fund II First Trust Exchange-Traded Fund III First Trust Exchange-Traded Fund IV First Trust Exchange-Traded Fund V First Trust Exchange-Traded Fund VI First Trust Exchange-Traded Fund VII First Trust Exchange-Traded Fund VIII First Trust Exchange-Traded AlphaDEX Fund First Trust Exchange-Traded AlphaDEX Fund II First Trust Advisors L.P. First Trust Portfolios L.P.
Initial File Date
2/6/2025
File Number
812-15698
First Trust Series Fund
First Trust Advisors L.P. First Trust Portfolios L.P.
Initial File Date
2/6/2025
File Number
812-15697
Guinness Atkinson Funds
GUINNESS ATKINSON FUNDS
Initial File Date
10/4/2024
File Number
812-15640
Hotchkis and Wiley Funds
HARTFORD MUTUAL FUNDS, INC.
T. Rowe Price Associates, Inc.
PIMCO Funds
PIMCO Equity Series PIMCO ETF Trust PIMCO Equity Series VIT PIMCO Variable Insurance Trust Pacific Investment Management Company LLC
Initial File Date
2/25/2025
File Number
812-15708
Asset managers and fund complexes should be asking the following questions:
What framework will we use to assess the ETF share class structure?
How will we develop the methodologies necessary to evaluate the multiple factors within this framework?
How will we integrate the operations of a mutual fund share class that generally sells and redeems shares through cash transactions and an ETF share class that generally allows creations and redemptions of shares through in-kind transactions?
How will we coordinate the distribution arrangements and pricing of the respective share classes?
July 12, 2023
Dimensional Fund Advisors LP files with the SEC, and its application stands as the longest pending request for relief
Contact Us
If you would like to discuss the findings of this report or ETF share class structures more generally, please don’t hesitate to reach out to us. To subscribe to ongoing industry news and updates from Stradley Ronon, please sign up here.
Michael Mundt, Partner
mmundt@stradley.com
202.419.8403
Brian P. Murphy, Partner
bmurphy@stradley.com
215.564.8036
Eric Purple, Partner
epurple@stradley.com
202.507.5154
Stephen Feinour, Partner
jfeinourjr@stradley.com
215.564.8521
The authors would like to thank the contributions of Stradley Ronon associates Conor Courtney and Katie Gallop.
About Stradley Ronon
Stradley Ronon represents a broad range of ETFs, their investment advisers and/or their independent directors ranging from representations involving three of the four largest ETF groups in the United States, multiple representations of top 30 ETF groups, and representations of startup ETF groups. We guide our clients in navigating the complex regulatory and market environments in which ETFs are developed, launched and operated. We also work with boards of directors on all aspects of the establishment and oversight of ETFs.
Stradley’s deep bench of ETF practitioners includes partners who are actively representing clients on some of the pending applications for ETF share class relief noted above, including the original application filed by Dimensional Fund Advisors LP that has served as a model for most of the subsequent filings by other asset managers. Stradley partners also include a partner who, as an SEC staff member at the time, supervised the review of the original ETF class exemptive orders, as well as another partner who served as an in-house attorney instrumental in implementing that relief.
DoubleLine Funds Trust
BlackRock Funds
DoubleLine Funds Trust
DOUBLELINE ETF TRUST DOUBLELINE CAPITAL LP DOUBLELINE ETF ADVISER LP DOUBLELINE ALTERNATIVES LP
Initial File Date
3/13/2025
File Number
812-15724
Professionally Managed Portfolios - Akre Focus Fund
Professionally Managed Portfolios - Akre Focus Fund
Akre Capital Management, LLC
Initial File Date
3/4/2025
File Number
812-15713
A - G
H - N
O - Z
Cash Account Trust: Deutsche DWS Funds
DEUTSCHE DWS ASSET ALLOCATION TRUST DEUTSCHE DWS GLOBAL/INTERNATIONAL FUND, INC DEUTSCHE DWS INCOME TRUST DEUTSCHE DWS INSTITUTIONAL FUNDS DEUTSCHE DWS INTERNATIONAL FUND, INC. DEUTSCHE DWS INVESTMENT TRUST DEUTSCHE DWS INVESTMENTS VIT FUNDS DEUTSCHE DWS MARKET TRUST DEUTSCHE DWS MONEY FUNDS DEUTSCHE DWS MONEY MARKET TRUST DEUTSCHE DWS MUNICIPAL TRUST DEUTSCHE DWS PORTFOLIO TRUST DEUTSCHE DWS SECURITIES TRUST DEUTSCHE DWS STATE TAX-FREE INCOME SERIES DEUTSCHE DWS TAX FREE TRUST DEUTSCHE DWS VARIABLE SERIES I DEUTSCHE DWS VARIABLE SERIES II INVESTORS CASH TRUST DBX ETF TRUST
File Date
12/20/2024
File Number
812-15679
AB Municipal Income Fund, Inc.
AB Municipal Income Fund, Inc.
File Date
5/1/2024
File Number
812-15670
Allspring Funds Trust
Allspring Funds Trust
File Date
6/20/2024
File Number
812-15670
AMG Funds I
AMG Funds II AMG Funds III AMG Funds IV AMG Funds LLC
File Date
7/2/2024
File Number
812-15599
ARISTOTLE FUNDS SERIES TRUST
Aristotle Fund Series Trust
ARISTOTLE FUNDS SERIES TRUST
File Date
12/13/2024
File Number
812-15671
BlackRock Funds
BlackRock Funds I
BlackRock Funds II BlackRock Funds V BlackRock Funds III
File Date
10/30/2024
File Number
812-15652
BNY Mellon Investment Funds
BNY Mellon Investment Funds VII, Inc.
File Date
3/13/2025
File Number
812-15723
BondBloxx ETF Trust
BONDBLOXX ETF TRUST
File Date
12/4/2024
File Number
812-15665
DFA Investment Dimensions Group Inc.
DFA Investment Dimensions Group Inc. Dimensional Investment Group Inc. Dimensional Fund Advisors LP
File Date
7/12/2023
File Number
812-15484
DoubleLine Funds Trust
DOUBLELINE ETF TRUST DOUBLELINE CAPITAL LP DOUBLELINE ETF ADVISER LP DOUBLELINE ALTERNATIVES LP
File Date
3/13/2025
File Number
812-15724
DFA Investment Dimensions Group Inc.
DFA Investment Dimensions Group Inc. Dimensional Investment Group Inc. Dimensional Fund Advisors LP
File Date
7/12/2023
File Number
812-15484
F/m Investments LLC
RBB FUND, INC.
File Date
8/22/2023
File Number
812-15501
Fidelity Hastings Street Trust
Fidelity Management & Research Co LLC
File Date
10/24/2023
File Number
812-15517
First Eagle Funds
FIRST EAGLE FUNDS
File Date
12/31/2024
File Number
812-15683
First Trust Exchange-Traded Fund
First Trust Exchange-Traded Fund First Trust Exchange-Traded Fund II First Trust Exchange-Traded Fund III First Trust Exchange-Traded Fund IV First Trust Exchange-Traded Fund V First Trust Exchange-Traded Fund VI First Trust Exchange-Traded Fund VII First Trust Exchange-Traded Fund VIII First Trust Exchange-Traded AlphaDEX Fund First Trust Exchange-Traded AlphaDEX Fund II
File Date
2/6/2025
File Number
812-15698
First Trust Series Fund
First Trust Advisors L.P. First Trust Portfolios L.P.
File Date
2/6/2025
File Number
812-15697
GMO Trust
GMO Trust
File Date
5/23/2024
File Number
812-15577
First Trust Exchange-Traded Fund
First Eagle Funds
Fidelity Hastings Street Trust
F/m Investments LLC
DoubleLine Funds Trust
DFA Investment Dimensions Group Inc.
Cash Account Trust: Deutsche DWS Funds
BondBloxx ETF Trust
BNY Mellon Investment Funds
BlackRock Funds
Aristotle Fund Series Trust
AMG Funds
Allspring Funds Trust
AB Municipal Income Fund, Inc.
First Trust Exchange-Traded Fund
First Trust Exchange-Traded Fund First Trust Exchange-Traded Fund II First Trust Exchange-Traded Fund III First Trust Exchange-Traded Fund IV First Trust Exchange-Traded Fund V First Trust Exchange-Traded Fund VI First Trust Exchange-Traded Fund VII First Trust Exchange-Traded Fund VIII First Trust Exchange-Traded AlphaDEX Fund First Trust Exchange-Traded AlphaDEX Fund II
File Date
2/6/2025
File Number
812-15698
First Eagle Funds
FIRST EAGLE FUNDS
File Date
12/31/2024
File Number
812-15683
Fidelity Hastings Street Trust
Fidelity Management & Research Co LLC
File Date
10/24/2023
File Number
812-15517
RBB FUND, INC.
File Date
8/22/2023
File Number
812-15501
DoubleLine Funds Trust
DOUBLELINE ETF TRUST DOUBLELINE CAPITAL LP DOUBLELINE ETF ADVISER LP DOUBLELINE ALTERNATIVES LP
File Date
3/13/2025
File Number
812-15724
BondBloxx ETF Trust
BONDBLOXX ETF TRUST
File Date
12/4/2024
File Number
812-15665
BNY Mellon Investment Funds
BNY Mellon Investment Funds VII, Inc.
File Date
3/13/2025
File Number
812-15723
BlackRock Funds I
BlackRock Funds II BlackRock Funds V BlackRock Funds III
File Date
10/30/2024
File Number
812-15652
Aristotle Fund Series Trust
ARISTOTLE FUNDS SERIES TRUST
File Date
12/13/2024
File Number
812-15671
AMG Funds
AMG Funds I
AMG Funds II AMG Funds III AMG Funds IV AMG Funds LLC
File Date
7/2/2024
File Number
812-15599
Allspring Funds Trust
Allspring Funds Trust
File Date
6/20/2024
File Number
812-15670
AB Municipal Income Fund, Inc.
File Date
5/1/2024
File Number
812-15670
GMO Trust
Franklin Templeton ETF Trust
First Trust Series Fund
First Trust Exchange-Traded Fund
First Eagle Funds
Fidelity Hastings Street Trust
F/m Investments LLC
DoubleLine Funds Trust
DFA Investment Dimensions Group Inc.
Cash Account Trust: Deutsche DWS Funds
BondBloxx ETF Trust
BNY Mellon Investment Funds
BlackRock Funds
Aristotle Fund Series Trust
AMG Funds
Allspring Funds Trust
AB Municipal Income Fund, Inc.
GMO Trust
GMO Trust
File Date
5/23/2024
File Number
812-15577
Legg Mason Partners Investment Trust Franklin Advisors Inc. Franklin Advisory Services LLC Franklin Templeton Investment Management Ltd Franklin Templeton Fund Adviser, LLC
File Date
6/13/2024
File Number
812-15588
First Trust Series Fund
First Trust Advisors L.P. First Trust Portfolios L.P.
File Date
2/6/2025
File Number
812-15697
First Trust Exchange-Traded Fund
First Trust Exchange-Traded Fund First Trust Exchange-Traded Fund II First Trust Exchange-Traded Fund III First Trust Exchange-Traded Fund IV First Trust Exchange-Traded Fund V First Trust Exchange-Traded Fund VI First Trust Exchange-Traded Fund VII First Trust Exchange-Traded Fund VIII First Trust Exchange-Traded AlphaDEX Fund First Trust Exchange-Traded AlphaDEX Fund II
File Date
2/6/2025
File Number
812-15698
First Eagle Funds
FIRST EAGLE FUNDS
File Date
12/31/2024
File Number
812-15683
Fidelity Hastings Street Trust
Fidelity Management & Research Co LLC
File Date
10/24/2023
File Number
812-15517
F/m Investments LLC
RBB FUND, INC.
File Date
8/22/2023
File Number
812-15501
DoubleLine Funds Trust
DOUBLELINE ETF TRUST DOUBLELINE CAPITAL LP DOUBLELINE ETF ADVISER LP DOUBLELINE ALTERNATIVES LP
File Date
3/13/2025
File Number
812-15724
DFA Investment Dimensions Group Inc.
DFA Investment Dimensions Group Inc. Dimensional Investment Group Inc. Dimensional Fund Advisors LP
File Date
7/12/2023
File Number
812-15484
BondBloxx ETF Trust
BONDBLOXX ETF TRUST
File Date
12/4/2024
File Number
812-15665
BNY Mellon Investment Funds
BNY Mellon Investment Funds VII, Inc.
File Date
3/13/2025
File Number
812-15723
BlackRock Funds
BlackRock Funds I
BlackRock Funds II BlackRock Funds V BlackRock Funds III
File Date
10/30/2024
File Number
812-15652
Aristotle Fund Series Trust
ARISTOTLE FUNDS SERIES TRUST
File Date
12/13/2024
File Number
812-15671
AMG Funds
AMG Funds I
AMG Funds II AMG Funds III AMG Funds IV AMG Funds LLC
File Date
7/2/2024
File Number
812-15599
Allspring Funds Trust
Allspring Funds Trust
File Date
6/20/2024
File Number
812-15670
AB Municipal Income Fund, Inc.
AB Municipal Income Fund, Inc.
File Date
5/1/2024
File Number
812-15670
HARTFORD MUTUAL FUNDS, INc
INVESTMENT MANAGERS SERIES TRUST
JPMorgan Trust I
JPMorgan Trust II
File Date
11/25/2024
File Number
812-15663
Janus Investment Trust
JANUS INVESTMENT FUND
File Date
7/31/2024
File Number
812-15607
J.P. Morgan Investment Management Inc.
JPMorgan Trust I
JPMorgan Trust II
File Date
11/25/2024
File Number
812-15663
JPMorgan Trust I JPMorgan Trust II JPMorgan Trust IV J.P. Morgan Exchange-Traded Fund Trust J.P. Morgan Fleming Mutual Fund Group, Inc. J.P. Morgan Mutual Fund Investment Trust Undiscovered Managers Fund
File Date
11/25/2024
File Number
812-15662
MORGAN STANLEY INSTITUTIONAL FUND TRUST
Schwab Strategic Trust
The Charles Schwab Family of Funds Schwab Annuity Portfolios Schwab Capital Trust Schwab Investments Laudus Trust
File Date
6/17/2024
File Number
812-15589
Touchstone Funds Group Trust
Madison Funds
Madison Funds
MADISON ASSET MANAGEMENT, LLC
Initial File Date
3/21/2025
File Number
812-15727
ALPS ETF Trust
ALPS ETF Trust
ALPS VARIABLE INVESTMENT TRUST FINANCIAL INVESTORS TRUST ALPS ADVISORS, INC.
Initial File Date
3/24/2025
File Number
812-15731
Metropolitan West Funds: TCW Funds
Metropolitan West Funds: TCW Funds
TCW FUNDS, INC. TCW ETF TRUST TCW Investment Management Co LLC Metropolitan West Asset Management, LLC
File Date
3/20/2024
File Number
812-15556
AMG Funds
AMG Funds
AMG Funds I
AMG Funds II AMG Funds III AMG Funds IV AMG Funds LLC
File Date
7/2/2024
File Number
812-15599
May 30, 2025
Pending Applications
Contact
Types of Relief
Conditions to Relief
The Vanguard Group, Inc.
The Vanguard Group, Inc.
Vanguard Marketing Corporation Vanguard Admiral Funds Vanguard Bond Index Funds Vanguard California Tax-Free Funds Vanguard Charlotte Funds Vanguard Chester Funds Vanguard Explorer Fund Vanguard Fenway Funds Vanguard Fixed Income Securities Funds Vanguard Horizon Funds Vanguard Index Funds Vanguard Institutional Index Funds Vanguard International Equity Index Funds Vanguard Malvern Funds Vanguard Massachusetts Tax-Exempt Funds Vanguard Money Market Reserves Vanguard Montgomery Funds Vanguard Municipal Bond Funds Vanguard New Jersey Tax-Free Funds Vanguard New York Tax-Free Funds Vanguard Ohio Tax Free Funds Vanguard Pennsylvania Tax-Free Funds Vanguard Quantitative Funds Vanguard Scottsdale Funds Vanguard Specialized Funds Vanguard STAR Funds Vanguard Tax-Managed Funds Vanguard Trustees’ Equity Fund Vanguard Valley Forge Funds Vanguard Variable Insurance Funds Vanguard Wellesley Income Fund Vanguard Wellington Fund Vanguard Whitehall Funds Vanguard Windsor Funds Vanguard World Fund
File Date
6/11/2025
File Number
812-15830
Calamos Investment Trust
Calamos Investment Trust
CALAMOS ANTETOKOUNMPO SUSTAINABLE EQUITIES TRUST CALAMOS ETF TRUST CALAMOS ADVISORS LLC CALAMOS ANTETOKOUNMPO ASSET MANAGEMENT LLC
Initial File Date
6/6/2025
File Number
812-15829
North Capital Funds Trust
North Capital Funds Trust
NORTH CAPITAL, INC.
Initial File Date
5/29/2025
File Number
812-15820
Tortoise Capital Series Trust
Tortoise Capital Series Trust
TORTOISE CAPITAL ADVISORS, L.L.C.
Initial File Date
5/28/2025
File Number
812-15817
Tweedy, Browne Fund Inc.
Tweedy, Browne Fund Inc.
Tweedy, Browne Fund Inc.
Initial File Date
5/23/2025
File Number
812-15812
Columbia Funds Series Trust
Columbia Funds Series Trust
COLUMBIA FUNDS SERIES TRUST I COLUMBIA FUNDS SERIES TRUST II COLUMBIA ACORN TRUST COLUMBIA ETF TRUST I COLUMBIA ETF TRUST II COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC
Initial File Date
5/19/2025
File Number
812-15804
New Age Alpha Advisors, LLC
New Age Alpha Advisors, LLC
NEW AGE ALPHA FUNDS TRUST NEW AGE ALPHA VARIABLE FUNDS TRUST
Initial File Date
5/19/2025
File Number
812-15803
Advisors Preferred Trust
Advisors Preferred Trust
Advisors Preferred LLC
Initial File Date
5/14/2025
File Number
812-15797
Baron Investment Funds Trust f/k/a Baron Asset Fund
Baron Investment Funds Trust f/k/a Baron Asset Fund
Baron Select Funds BAMCO, Inc.
Initial File Date
5/12/2025
File Number
812-15793
Goldman Sachs Trust
Goldman Sachs Trust
GOLDMAN SACHS TRUST II GOLDMAN SACHS ETF TRUST GOLDMAN SACHS ETF TRUST II GOLDMAN SACHS VARIABLE INSURANCE TRUST GOLDMAN SACHS ASSET MANAGEMENT, L.P.
Initial File Date
4/23/2025
File Number
812-15762
Exchange Traded Concepts Trust
Exchange Traded Concepts Trust
Exchange Traded Concepts Trust
Initial File Date
4/22/2025
File Number
812-15761
Harbor Funds
Harbor Funds
HARBOR ETF TRUST HARBOR CAPITAL ADVISORS, INC.
Initial File Date
4/22/2025
File Number
812-15760
Neuberger Berman
Neuberger Berman
Neuberger Berman
Initial File Date
4/10/2025
File Number
812-15751
Baillie Gifford Funds
Baillie Gifford Funds
Baillie Gifford Funds
Initial File Date
4/3/2025
File Number
812-15744
Legg Mason Partners Investment Trust Franklin Advisors Inc. Franklin Advisory Services LLC Franklin Templeton Investment Management Ltd Franklin Templeton Fund Adviser, LLC
Initial File Date
5/5/2025
File Number
812-15778
DFA Application Key Governance Framework
Click to learn more about each framework
Initial Evaluation and Approval
The fund’s adviser must provide the fund board with an “Initial Adviser Report” that contains the following information:
A description of the reasonably expected benefits and costs to each class individually and the fund as a whole, including, as applicable:
How will the Initial Advisor Report evaluate the reasonably expected benefits and costs associated with the multiple share class structure?
Questions for Consideration
How should the Adviser collaborate with the Fund Board when developing the Initial Advisor Report?
How will the Initial Advisor Report determine the reasonably expected portfolio transaction costs or cash levels?
Initial Evaluation and Approval
Ongoing Monitoring Process
Ongoing Evaluation and Oversight
Ongoing Monitoring Process
The fund’s adviser will recommend for board approval a framework for ongoing monitoring of certain numerical thresholds intended to assist the board with its ongoing oversight of the multi-class structure.
Questions for Consideration
How will the Ongoing Monitoring Process be structured?
What factors will the Ongoing Monitoring Process assess and against what thresholds?
What actions should be taken based on the results of the Ongoing Monitoring Process?
Stradley Ronon, on behalf of Dimensional Fund Advisors, filed a second amended application (“DFA Application”) for ETF share class exemptive relief following continued productive conversations with SEC staff. This DFA application contains a key governance framework addressing the process by which fund complexes will evaluate, monitor, and oversee the ETF share class structure. The SEC staff has asked all other applicants to follow this model. Click on the boxes below to learn more about these three components of the proposed governance framework.
The sources of potential cost savings and other benefits of operating the multi-class structure;
A description of how each of the ETF class and mutual fund class(es) will be affected by (i) reasonably expected cash flows and costs associated with portfolio transactions, (ii) reasonably expected cash levels, (iii) reasonably expected distributable capital gains and (iv) (for existing funds only) the extent, and reasonably expected realization, of any unrealized capital gains/losses or carry over capital losses;
A discussion of how the adviser intends to manage the reasonably expected costs associated with the transition to a multi-class fund, as applicable;
A discussion of the appropriateness of the fund’s investment strategy for the multi-class structure; and
A discussion of any other potential material conflicts of interest, including any other sources of potential cross-subsidization, identified by the adviser associated with operating a multi-class fund.
How Product Development Teams are Preparing
Initial Evaluation and Approval
Product Development Teams are preparing by…
Creating cross-functional teams to effectively manage change over time.
Identifying the potential benefits and costs associated with the multiple share class structure for various investment strategies based on an array of key assumptions.
A discussion of the appropriateness of the fund’s investment strategy for the multi-class structure; and
Leveraging relationships within the broad ETF ecosystem to ensure alignment.
Questions for Consideration
How will the Initial Advisor Report evaluate the reasonably expected benefits and costs associated with the multiple share class structure?
How will the Initial Advisor Report determine the reasonably expected portfolio transaction costs or cash levels?
How should the Adviser collaborate with the Fund Board when developing the Initial Advisor Report?
Back to Initial Adviser Report
Ongoing Monitoring Process
Product Development Teams are preparing by…
Enhancing technological capabilities to leverage existing data located on multiple internal systems and create new types of data needed to efficiently calculate and monitor benefits and costs to each class within a multiple share class fund.
Questions for Consideration
Back to Ongoing Monitoring Process
How Product Development Teams are Preparing
The numerical thresholds will relate to (i) costs associated with portfolio transactions, (ii) cash levels and (iii) capital gains distributions and will be reasonably designed to assist in the identification of material conflicts of interest between mutual fund classes and the ETF class.
The fund’s adviser will promptly notify the fund board if a threshold is exceeded and provide the fund board with an assessment of the cause, as well as any proposed recommendations for what remedial action the fund should take.
Leveraging this data to establish internal escalation procedures.
Developing a roadmap for recommending product changes in response to this data.
Ongoing Evaluation and Oversight
Product Development Teams are preparing by…
Developing a scalable process to review benefits, costs, and potential conflicts of interest associated with the multiple share class structure.
Partnering with fund boards to ensure alignment on the contours of the oversight program.
Partnering with attorneys and compliance professionals to craft the right policies, procedures, and internal guardrails associated with the governance framework.
Questions for Consideration
Back to Ongoing Evaluation and Oversight
Ongoing Evaluation and Oversight
The fund board must evaluate the multi-class ETF structure at least annually and determine that the multiple class plan continues to be in the best interests of each mutual fund class and ETF class individually and the fund as a whole.
Questions for Consideration
A discussion of any observed benefits or cost savings to the fund resulting from the multi-class structure;
How Product Development Teams are Preparing
To inform this determination, the fund’s adviser must provide the fund board with an “Ongoing Adviser Report” that contains the following information:
A discussion of any observed material conflicts of interest between the ETF class and the mutual fund class(es), or observed material negative consequences to the ETF class or the mutual fund class(es) resulting from the multi-class structure, including the following:
A discussion of how creation and redemption activity in the ETF class has affected the mutual fund class(es) and how shareholder purchase and redemption activity in the mutual fund class(es) has affected the ETF class during the prior year, with respect to: (i) cash levels; (ii) short- and long-term capital gains distributions; and (iii) costs associated with portfolio transactions;
Any performance difference between the mutual fund class(es) and the ETF class due to the difference in dividend payment dates described below; and
Any other information that the board requests.
How will the Ongoing Monitoring Process be structured?
What factors will the Ongoing Monitoring Process assess and against what thresholds?
What actions should be taken based on the results of the Ongoing Monitoring Process?
How will the Ongoing Advisor Report evaluate any material changes to the reasonably expected benefits and costs associated with the multiple share class structure?
How will the Ongoing Advisor Report evaluate the results of the Ongoing Monitoring Process?
What additional information does the Fund Board need to oversee the multiple share class structure?
How will the Ongoing Advisor Report evaluate any material changes to the reasonably expected benefits and costs associated with the multiple share class structure?
How will the Ongoing Advisor Report evaluate the results of the Ongoing Monitoring Process?
What additional information does the Fund Board need to oversee the multiple share class structure?
About Stradley Ronon
Stradley Ronon represents a broad range of ETFs, their investment advisers and/or their independent directors ranging from representations involving three of the four largest ETF groups in the United States, multiple representations of top 30 ETF groups, and representations of startup ETF groups. We guide our clients in navigating the complex regulatory and market environments in which ETFs are developed, launched and operated. We also work with boards of directors on all aspects of the establishment and oversight of ETFs.
Stradley’s deep bench of ETF practitioners includes partners who are actively representing clients on some of the pending applications for ETF share class relief noted above, including the original application filed by Dimensional Fund Advisors LP that has served as a model for most of the subsequent filings by other asset managers. Stradley partners also include a partner who, as an SEC staff member at the time, supervised the review of the original ETF class exemptive orders, as well as another partner who served as an in-house attorney instrumental in implementing that relief.
Contact Us
If you would like to discuss the findings of this report or ETF share class structures more generally, please don’t hesitate to reach out to us. To subscribe to ongoing industry news and updates from Stradley Ronon, please sign up here.
Michael Mundt, Partner
mmundt@stradley.com
202.419.8403
Brian P. Murphy, Partner
bmurphy@stradley.com
215.564.8036
Eric Purple, Partner
epurple@stradley.com
202.507.5154
Stephen Feinour, Partner
jfeinourjr@stradley.com
215.564.8521
The authors would like to thank the contributions of Stradley Ronon associates Conor Courtney and Katie Gallop.